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Alan J. Bogdanow

Alan J. Bogdanow Mergers & Acquisitions and Capital Markets

Alan Bogdanow is an accomplished corporate attorney with more than four decades of experience advising clients on mergers and acquisitions, public and private securities offerings, and corporate governance matters.

Alan counsels public and private companies as well as investment banks on a broad range of transactions, including public and private mergers and acquisitions, initial public offerings and secondary stock offerings, preferred stock offerings, limited partnership offerings, convertible and other debt offerings, and Rule 144A offerings. 

In addition to his transactional work for public and private companies, Alan actively advises boards of directors and committees of independent directors on such matters as shareholder activism, mergers & acquisitions, related-party transactions, independent investigations and general corporate governance. 

He has advised clients focused in a broad array of industries, including energy, transportation, manufacturing, distribution, investment management, real estate, insurance, specialty finance and leisure.  
Alan brings deep experience, an even temper, and a sense of humor to his practice. He is particularly proud of the long-standing relationships he has developed with clients, some of whom he has been counseling for more than three decades. Over the years, he has been recognized by multiple sources including Chambers USA, which has cited Alan’s practice from 2003 to 2019.

Experience Highlights

  • Holly Corporation in its $7 billion merger with Frontier Oil Corporation, creating one of the largest independent refiners in the United States
  • Conflicts Committee of the Board of Directors of Phillips 66 Partners in the $5.2 billion simplification transaction between Phillips 66 and Phillips 66 Partners (PSXP) to exchange Phillips 66's general partner economic interests, including IDRs, for PSXP common units
  • Oncor Electric Delivery Company in its $2.2 billion acquisition of InfraREIT
  • MoneyGram International in its $2 billion leveraged recapitalization
  • Special Committee of the Board of Directors of USMD Holdings in the $268 million sale of USMD Holdings, a healthcare services provider, to WellMed Medical Management, a subsidiary of United Healthcare
  • ArcBest Corporation in the approximately $180 million acquisition of Panther Expedited Services, Inc., a North American transportation and logistics provider  
  • Daseke, Inc. in its $91 million public offering of common stock
  • Covenant Transportation Group in the acquisition of Landair Holdings, a leading for-hire truckload carrier and supplier of 3PL transportation, warehousing and logistics inventory management
  • Daseke in its merger with Aveda Transportation and Energy Services, one of the largest oil rig moving companies in North America

Mergers & Acquisitions

  • Conflicts Committee of the Board of Directors of the General Partner of Phillips 66 Partners in the $2.4 billion drop-down acquisition by Phillips 66 Partners of Phillips 66's 25% interest in the Bakken Pipeline Joint Ventures and 100% interest in the owner of fuel-grade coke processing units
  • Conflicts Committee of the Board of Directors of Phillips 66 Partners in the $1.3 billion acquisition by Phillips 66 Partners of 30 crude, products and natural gas logistics assets from Phillips 66
  • HollyFrontier Corporation in the $315 million drop down of its interest in the owner of a refined products pipeline and related assets to Holly Energy Partners
  • Sport Supply Group in its $169 million sale to ONCAP Management Partners, the mid-market private equity unit of Onex Corp.
  • Majority unitholders of Oxford Resources GP in the $30 million acquisition by Westmoreland of Oxford Resources GP and contribution of certain royalty bearing coal reserves to Oxford Resource Partners in exchange for common units
  • Iracore International in the sale of the company, a Lime Rock Partners portfolio company and developer, manufacturer, and applicator of elastomeric products for pipelines and other equipment used in demanding industrial applications
  • Daseke in its acquisition of Lone Star Transportation, creating one of the largest open-deck/specialty trucking fleets in North America

Capital Markets Offerings

  • HollyFrontier Corporation in its $750 million offering of senior notes
  • Underwriters to Heartland Express, Inc. in a $89 million public offering of common stock by a selling stockholder
  • Underwriters to Covenant Transportation Group, Inc. in its $67 million public offering of common stock
  • Holly Energy Partners L.P. in its $400 million high-yield offering of senior notes
  • Holly Frontier Corporation in its $250 million investment grade offering of senior notes
  • MoneyGram International, Inc. in its $152 million secondary offering of common stock and simultaneous repurchase of $133 million of common stock
  • Holly Energy Partners, L.P. in its $103 million private placement of common units

Corporate Governance

  • Special Committee of the Board of Directors of Clear Channel Outdoor Holdings, Inc. in connection with a $2.5 billion debt refinancing and related transaction
  • Conflicts Committee of the Board of Directors of Phillips 66 Partners in the $1 billion drop down of Phillips 66's one third equity interests in the limited liability companies that respectively own the Sand Hills and Southern Hills natural gas liquids pipelines systems, and Phillips 66's 19.46 percent equity interest in Explorer Pipeline Company, the owner of the Explorer refined products pipeline system
  • Special Committee of the Board of Directors of The Edelman Financial Group in connection with the $260 million leveraged buyout of the wealth management firm by Lee Equity Partners
  • Special Committee of the Board of Directors of Adeptus Health in the $27.5 million sale of preferred stock by Adeptus Health
  • Special Committee of Board of Directors of Restoration Hardware in going-private transaction
  • Audit committee of a New York Stock Exchange-listed company in an independent investigation

Contact Details


T +
F +1.214.999.7857
Trammell Crow Center
2001 Ross Avenue
Suite 3900
Dallas, TX 75201
Local time: 3:36 PM
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Alan's Practices

  • Columbia University Law School, J.D., 1971 (Editor, Columbia Law Review, 1971)
  • Brown University, A.B. cum laude, 1968
  • Admitted to practice: New York; Texas
  • Chambers USA, Corporate/M&A (Texas), 2003−2019
  • Legal 500 U.S., M&A Middle Market ($500m−$999m), 2009−2011
  • The Best Lawyers in America© (Woodward/White, Inc.), Corporate Law, 2006−2017; 2019, 2020; Mergers & Acquisitions Law, 2007−2020
  • Selected to the Texas Super Lawyers list, Super Lawyers (Thomson Reuters) 2003−2014